Nobody downloaded yet

Company Law coursewrok 2009-10 - Essay Example

Comments (0) Cite this document
The owners of the company are the shareholders, whereas the directors deal with the day-to-day management of the company and make all of the key…
Download full paperFile format: .doc, available for editing
GRAB THE BEST PAPER98.2% of users find it useful
Company Law coursewrok 2009-10
Read TextPreview

Extract of sample "Company Law coursewrok 2009-10"

Download file to see previous pages The constitution of the company, i.e. its memorandum and articles of association, govern the way in which these relationships operate and has been referred to as a contract between the members, i.e. the shareholders and the company itself. In this paper, concerns that had previously been raised in relation to section 14 of the Companies Act 1985 are discussed and considered in the context of the new arrangements brought in by section 33 of the Companies Act 2006. In order to discuss these issues, the position under section 14 will first be considered along with relevant case law, before moving on to consider section 33 and the way in which this changes the contractual relationships between the relevant entities.
Closed companies present particular difficulties in this regard, due to the fact that control of the company is held either by five or fewer people or where all shareholders are also directors. Although it is recognised that a director is different in terms of entity to a shareholder when the same people undertake both roles, it is simply not practical to deal with the contractual relationship between the company, the members and the directors. Throughout this paper, the focus is on the difficulties, both historically and currently, in relation to the contract between the shareholders and the company where the company is a closed company of the nature described above.
As noted by Professor Rajak1, ‘The [s.14 Companies Act 1985] contract between the company and the shareholders gives rise to mutual rights and obligations, but these lie in favour of and against the shareholder in his capacity as a member of the company’. This suggests that, although the concept underlying section 14 is relatively clear, it is not always going to be practically obvious and this has been evident in the way that the court has handled issues of the contractual relationship laid out by the constitution, particularly in relation to closed companies.
In accordance with ...Download file to see next pagesRead More
Cite this document
  • APA
  • MLA
(“Company Law coursewrok 2009-10 Essay Example | Topics and Well Written Essays - 3000 words”, n.d.)
Retrieved from
(Company Law Coursewrok 2009-10 Essay Example | Topics and Well Written Essays - 3000 Words)
“Company Law Coursewrok 2009-10 Essay Example | Topics and Well Written Essays - 3000 Words”, n.d.
  • Cited: 0 times
Comments (0)
Click to create a comment or rate a document

CHECK THESE SAMPLES OF Company Law coursewrok 2009-10

Company Law not liable for the losses incurred on others simply because of his position on the business. However in this context a similarity can be derived with the case of the Pakistan National Shipping Corporation Limited and he Standard Chartered where the director was held responsible not because of his position but due to his unethical deeds within an organization.10 The two cases studied over here helped to analyze the legal matters associated with the companies act and helped to distinguish between situations under which a person serving for the organization are held guilty and in situations where he is simply let off. It can concluded that the court of Law is very much strict with...
6 Pages(1500 words)Essay

Company law

...? Topic (Company Law) A company acquires its legal personality after registration under the companies Act. Through incorporation, a company becomes a legal entity separate and distinct from its members who are the shareholders. Registration of a company involves delivery of memorandum of association, article of association, declaration by promoters of their intention of being formed into a company and list of directors to the registrar of companies as entailed in the companies Act. The company registration constitutes it “a body corporate.” It becomes a “legal person” or...
12 Pages(3000 words)Essay

Company law

...? Company Law No: Company Law Question No Advise Leaping Lizard Coffee Emporium Pty Ltd on whether the company will have to honor the contract for $25,000 that has not been approved and signed by the managing director. Corporations Act 2001 The Corporations Act 2001 in fact an act of Commonwealth of Australia that deals with the business entities of Australia from federating level to inter state level. It mainly focuses on companies besides other entities like partnerships / managed investment schemes1. The Corporations Act is an important legislation passed by the legislators that governs the companies in Australia. It...
8 Pages(2000 words)Essay

Company Law

...) the relationship with suppliers and customers, impact of decision on environment and members of the company. It is important to ensure compliance with this and failure to comply cannot only result in exposing the company to potential claims, but can also lead to piercing of the corporate veil for potential actions against the director (Wild, 2009). Furthermore, section 173 of the CA 2006 imposes a positive duty on a director of a company to exercise independent judgment. Section 174(1) sets out the common law duty of care and skill and section 174(2) sets out an objective test similar to the dual obligations test extrapolated under section 214 of the...
3 Pages(750 words)Essay


...Court of Western Australia held that s440C of the Corporations Act protects receivers from conversion claims by the owner of goods subject to retention of title where the company is under administration at the time. What this indicates is that if Black Books has been placed under the receivership owing to the actions of the other two creditors—Supplier and Pressing—it is impossible for Black Books to refuse 8 ceding the ownership of the land to Lender. This is completely against the law. However, if there is a clause in the debenture or contractual agreement which claims that Black Books could offset its debt to Lender through alternative payment and not ceding the landed property, then Lender could ask...
10 Pages(2500 words)Essay

Midterm Exam Employment Law 2009

...?Midterm Exam Employment Law 2009 THESIS MENT This paper intends to focus on the law which is applicable in relation to the case of Jami Jensen,a light olive skinned black woman belonging to Atlanta, Georgia. Moreover, the paper emphasized the study of tort claims that she may pursue and the claims that she can have under the federal law for damages. APPLICABLE LAW FOR THE CASE With regard to the case of Jami Jensen, the Title VII of the Civil Rights Act of 1964 can be applied. This law is charged against the conduct of sexual harassment by the employees in the workplace in the United States. She was eligible to get certain compensation...
5 Pages(1250 words)Research Paper

Company Law - English law

... have a material interest then a note must be added to the accounts under s232 CA 1985. There are exceptions to the s320 CA 1986 requirement such as the value of the asset, intra-group transactions and disposal at winding up. A director may also enter such a transaction in his/her capacity as a member. However, on the facts none of these exceptions apply to Jean, Lynette and Lauren particularly since more than 10% of W&H Limited's assets have been stripped by the three directors. Whilst the transaction is voidable22 Jean, Lynette and Lauren remain liable to account for any gains however made and to indemnify the company for any loss or damage which results from the arrangement or transaction.23 Their common law liability... (a) It was...
10 Pages(2500 words)Case Study

Company Law, Business Law

...May 23, 2006 Academia Research Topic: Exam questions for Business Law (Company Law Adam owns 11% of the shares in a medium-sized company, andthat company owns a chain of fast food outlets around Wales. Apparently, the board of directors has decided to implement two recent special resolutions to alter the articles of association. Additionally, Adam is uncomfortable with the decision of the board of directors because the board of directors no longer needs to obtain the approval of the shareholders for certain high-value transactions. Mostly, the majority rule usually prevails when voting over certain issues pertaining to the company;...
3 Pages(750 words)Essay


...EMPLOYMENT AND DISCRIMINATION LAW 2009-10s The issue in this question relates to a possible Sex Discrimination. To be eligible for sexual discrimination, there is no requirement of continuous employment. The first thing that needs to be established is that of an unlawful act. Clearly, the act of not recruiting Graham due to the reasons provided, is an unlawful act, therefore a claim can be brought forward. The next step is to decide upon the type of claim that might be pursued. The facts clearly point out that the possible claim would be of Direct Discrimination under section 1(2)(a) Sex Discrimination Act 1975. The test for establishing direct discrimination is ‘has the claimant received different and less favourable treatment... . Secunda....
8 Pages(2000 words)Essay

Business Law (company law)

.... Business Law by Keenan & Riches 11th Edition Chapter 6; chapter 6 of this book provided majorly the information to do with the methods of raising capital for a limited liability company while retaining one’s authority and control. The third principal book that I deployed was Introduction to Business Law 2nd Edition by Jones, between chapters 15-17; this one provided additional information on the advantages of limited liability companies. Essentials of Business Law 4th Edition by Maclntyre Chapters 10& 11; this one was essential for the writing on the structure of the business altogether. Business law 5th Edition by...
8 Pages(2000 words)Essay
sponsored ads
We use cookies to create the best experience for you. Keep on browsing if you are OK with that, or find out how to manage cookies.

Let us find you another Essay on topic Company Law coursewrok 2009-10 for FREE!

Contact Us